ISDA®2002 Master Agreement • September 3rd, 2019 • Eastern Co • Cutlery, handtools & general hardware • Santander
have entered and/or anticipate entering into one or more transactions (each a "Transaction") that are or will be governed by this 2002 Master Agreement, which includes the schedule (the "Schedule"), and the documents and other confirming evidence (each a "Confirmation") exchanged between the parties or otherwise effective for the purpose of confirming or evidencing those Transactions. This 2002 Master Agreement and the Schedule are together referred to as this "Master Agreement".
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • September 3rd, 2019 • Eastern Co • Cutlery, handtools & general hardware • New York
This PLEDGE AND SECURITY AGREEMENT, dated as of August 30, 2019 (as the same may be amended, restated, supplemented or otherwise modified from time to time, this "Agreement"), is among The Eastern Company, a Connecticut corporation (the "Borrower"), each of the Subsidiaries (as defined in the Credit Agreement referred to below) of the Borrower that is a signatory hereto (each such Subsidiary, together with each Additional Grantor (as defined below) that becomes a party hereto pursuant to Section 9.14 hereof, collectively with the Borrower, the "Grantors" and, individually, each a "Grantor"), and Santander Bank, N.A., as administrative agent (the "Administrative Agent"), for the benefit of the Secured Creditors (as defined below):
CREDIT AGREEMENTCredit Agreement • September 3rd, 2019 • Eastern Co • Cutlery, handtools & general hardware • New York
SCHEDULE to the Master AgreementIsda Master Agreement • September 3rd, 2019 • Eastern Co • Cutlery, handtools & general hardware • New York
ESCROW AGREEMENTEscrow Agreement • September 3rd, 2019 • Eastern Co • Cutlery, handtools & general hardware • Delaware
This Escrow Agreement dated this 30th day of August, 2019 (the "Escrow Agreement"), is entered into by and among The Eastern Company a Connecticut corporation ("Buyer Party"), Big 3 Holdings, LLC, a Delaware limited liability company ("Seller Representative", on behalf of and as representative of the Seller (as defined below) and its owners, and together with Buyer Party, the "Parties," and individually, a "Party"), and Wells Fargo Bank, National Association, a national banking association organized under the laws of the United States, as escrow agent ("Escrow Agent"). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Purchase Agreement (as defined below), provided however, the Escrow Agent will not be responsible to determine or to make inquiry into any term, capitalized, or otherwise, not defined herein.
STOCK PURCHASE AGREEMENT BY AND AMONG THE EASTERN COMPANY, EASTERN ENGINEERED SYSTEMS, INC., BIG 3 HOLDINGS, LLC, BIG 3 PRECISION MOLD SERVICES, INC., BIG 3 PRECISION PRODUCTS, INC., INDUSTRIAL DESIGN INNOVATIONS, LLC, SUR-FORM, LLC, ASSOCIATED...Stock Purchase Agreement • September 3rd, 2019 • Eastern Co • Cutlery, handtools & general hardware • Delaware
THIS STOCK PURCHASE AGREEMENT (this "Agreement"), dated as of August 30, 2019, is by and among The Eastern Company, a Connecticut corporation ("Eastern"), Eastern Engineered Systems, Inc., a Delaware corporation and wholly owned subsidiary of Eastern ("Buyer," and together with Eastern, the "Buyer Parties"), Big 3 Holdings, LLC, a Delaware limited liability company ("Seller"), Big 3 Precision Mold Services, Inc., a Delaware corporation and wholly owned Subsidiary of Seller ("Big 3 Mold"), and Big 3 Precision Products, Inc., a Delaware corporation and wholly owned Subsidiary of Seller ("Big 3 Products"), Industrial Design Innovations, LLC, a Delaware limited liability company and wholly owned Subsidiary of Big 3 Products ("Design Innovations"), Sur-Form, LLC, a Delaware limited liability company and wholly owned Subsidiary of Big 3 Products ("Sur-Form"), Associated Toolmakers Limited, a limited company formed under the laws of England and Wales and wholly owned Subsidiary of Big 3 Mold
